Result of Placing and Subscription Offer
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Helium One Global (AIM: HE1), the primary helium explorer in Tanzania, is pleased to announce that, following the announcement on 20 December 2023 (the "Launch Announcement") regarding the launch of a proposed placing (the "Placing") and a direct subscription (the "Subscription") (together, the "Fundraise"), the Company has raised gross proceeds of £6.1 million (approximately US$7.7 million) through the issue of an aggregate of 2,420,842,500 new ordinary shares of no par value in the capital of the Company ("Ordinary Shares") at a price of 0.25 pence per Ordinary Share (the "Issue Price"). The Fundraise was oversubscribed.
The Placing was conducted through an accelerated bookbuild process (the "Bookbuild") undertaken by Liberum Capital Limited and Peterhouse Capital Limited acting as joint bookrunners ("Joint Bookrunners").
The Fundraise comprised of a Placing of 2,413,642,500 new Ordinary Shares ("Placing Shares") to raise approximately £6.0 million (approximately US$7.7 million) and a Subscription of 7,200,000 new Ordinary Shares ("Subscription Shares") to raise approximately £18k (approximately US$23k) (together and in aggregate the "Fundraise Shares").
The Issue Price represents a discount of approximately 72 per cent. to the closing price of 0.09 pence per Ordinary Share on 19 December 2023, being the last business day prior to the announcement of the Fundraise.
In addition to the Fundraise Shares the Company will also issue 25,708,500 Ordinary Shares at the Issue Price in lieu of certain advisory fees (the "Fee Shares").
Lorna Blaisse, Chief Executive Officer, commented:
"We are pleased with the response that we have received during our oversubscribed Placing and Offer. These funds are essential and enable us to complete the drilling of the Itumbula West-A well now, whilst we still have all equipment and third party services mobilised. Delaying this fundraise would have significantly impacted the Company and its strategy. The learnings from the drilling of Tai-3 have led us to revise the well location on the Itumbula prospect as we now look to target the fault play as well as the conventional Lake Bed and Karoo closures. The well has been designed to directly target and test this new fault play where the Company anticipates helium concentrations to be significantly elevated."
"We're currently rigging up at Itumbula West-A and performing pre-spud maintenance checks ahead of commencing drilling in early January targeting this exciting prospect. We look forward to providing further updates as appropriate and as we spud Itumbula."
Admission and Total Voting Rights
Application has been made for the Fundraise Shares and the Fee Shares to be admitted to trading on AIM ("Admission"). It is anticipated that trading in the new shares will commence on AIM at or around 8.00 a.m. on 28 December 2023. The Fundraise Shares and the Fee Shares will rank pari passu with the existing Ordinary Shares in issue.
Following Admission, the Company's issued and fully paid share capital will consist of 3,402,377,430 Ordinary Shares, all of which carry one voting right per share. The Company does not hold any Ordinary Shares in treasury. Following Admission, the figure of 3,402,377,430 Ordinary Shares may be used by shareholders as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company, under the Disclosure Guidance and Transparency Rules.
The Fundraise Shares will represent approximately 71 per cent. of the Company's enlarged issued share capital on Admission (assuming no other issuance of Ordinary Shares prior to Admission).
Director Participation in the Subscription
All off the Directors and a senior staff member of the Company have subscribed for a total of 7,200,000 Subscription Shares in aggregate. The beneficial holdings of the Directors before and after Admission of the new shares are set out below:
| Director | Subscription Shares | Total Ordinary Shares held on Admission | % of Issued Share Capital on Admission |
|---|---|---|---|
| Lorna Blaisse | 2,000,000 | 2,173,333 | 0.06 |
| Graham Jacobs | 800,000 | 1,193,333 | 0.04 |
| Sarah Cope | 800,000 | 1,095,857 | 0.03 |
| Nigel Friend | 800,000 | 983,333 | 0.03 |
| James Smith | 400,000 | 623,333 | 0.02 |
| Russel Swarts | 400,000 | 600,000 | 0.02 |
Capitalised terms not defined in this announcement have the meaning given to them in the Launch Announcement.
| a. | Name | Lorna Blaisse |
| 2 | Reason for notification | |
| a. | Position/Status | Chief Executive Officer |
| b. | Initial notification/ Amendment | Initial |
| a. | Name | Helium One Global Limited |
| b. | LEI | 213800J96OENDQKNQZ60 |
| a. | Description of the financial instrument, type of instrument Identification Code | Ordinary Shares of nil par value each ISIN: VGG4392T1075 |
| b. | Nature of the transaction | Subscription for ordinary shares |
| c. | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 0.25p | 2,000,000 | |
| d. | Aggregated information - Aggregated Volume - Price | N/A |
| f. | Place of the transaction | AIMX |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a. | Name | Graham Jacobs |
| 2 | Reason for notification | |
| a. | Position/Status | Chief Financial Officer |
| b. | Initial notification/ Amendment | Initial |
| a. | Name | Helium One Global Limited |
| b. | LEI | 213800J96OENDQKNQZ60 |
| a. | Description of the financial instrument, type of instrument Identification Code | Ordinary Shares of nil par value each ISIN: VGG4392T1075 |
| b. | Nature of the transaction | Subscription for ordinary shares |
| c. | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 0.25p | 800,000 | |
| d. | Aggregated information - Aggregated Volume - Price | N/A |
| f. | Place of the transaction | AIMX |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a. | Name | Sarah Cope |
| 2 | Reason for notification | |
| a. | Position/Status | Non-Executive Director |
| b. | Initial notification/ Amendment | Initial |
| a. | Name | Helium One Global Limited |
| b. | LEI | 213800J96OENDQKNQZ60 |
| a. | Description of the financial instrument, type of instrument Identification Code | Ordinary Shares of nil par value each ISIN: VGG4392T1075 |
| b. | Nature of the transaction | Subscription for ordinary shares |
| c. | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 0.25p | 800,000 | |
| d. | Aggregated information - Aggregated Volume - Price | N/A |
| f. | Place of the transaction | AIMX |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a. | Name | James Smith |
| 2 | Reason for notification | |
| a. | Position/Status | Non-Executive Director |
| b. | Initial notification/ Amendment | Initial |
| a. | Name | Helium One Global Limited |
| b. | LEI | 213800J96OENDQKNQZ60 |
| a. | Description of the financial instrument, type of instrument Identification Code | Ordinary Shares of nil par value each ISIN: VGG4392T1075 |
| b. | Nature of the transaction | Subscription for ordinary shares |
| c. | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 0.25p | 400,000 | |
| d. | Aggregated information - Aggregated Volume - Price | N/A |
| f. | Place of the transaction | AIMX |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a. | Name | Russel Swarts |
| 2 | Reason for notification | |
| a. | Position/Status | Non-Executive Director |
| b. | Initial notification/ Amendment | Initial |
| a. | Name | Helium One Global Limited |
| b. | LEI | 213800J96OENDQKNQZ60 |
| a. | Description of the financial instrument, type of instrument Identification Code | Ordinary Shares of nil par value each ISIN: VGG4392T1075 |
| b. | Nature of the transaction | Subscription for ordinary shares |
| c. | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 0.25p | 400,000 | |
| d. | Aggregated information - Aggregated Volume - Price | N/A |
| f. | Place of the transaction | AIMX |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a. | Name | Nigel Friend |
| 2 | Reason for notification | |
| a. | Position/Status | Non-Executive Director |
| b. | Initial notification/ Amendment | Initial |
| a. | Name | Helium One Global Limited |
| b. | LEI | 213800J96OENDQKNQZ60 |
| a. | Description of the financial instrument, type of instrument Identification Code | Ordinary Shares of nil par value each ISIN: VGG4392T1075 |
| b. | Nature of the transaction | Subscription for ordinary shares |
| c. | Price(s) and volume(s) | |
| Price(s) | Volume(s) | |
| 0.25p | 800,000 | |
| d. | Aggregated information - Aggregated Volume - Price | N/A |
| f. | Place of the transaction | AIMX |
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